Group 1 - The company Shenzhen Zhishang Technology Co., Ltd. plans to acquire 99.8555% equity of Shenzhen Hengyang Data Co., Ltd. through a combination of issuing shares and cash payment [1][2] - The acquisition aims to enhance the company's strategic layout in data communication and intelligent computing, leveraging synergies between the two companies to transition from "data transmission" to "data intelligent transmission and processing" [2][3] - The target company, Hengyang Data, specializes in intelligent computing and data processing solutions, serving clients in internet/cloud computing, telecommunications, and information security sectors [2] Group 2 - The transaction complies with the relevant regulations of the Shenzhen Stock Exchange regarding major asset restructuring and continuous supervision [1][3] - The share issuance price for the acquisition is set at no less than 80% of the market reference price, which is based on the average stock price over the previous 120 trading days [3] - The transaction does not constitute a restructuring listing and is therefore not subject to certain specific rules under the restructuring review regulations [3]
致尚科技: 五矿证券有限公司关于本次交易符合创业板上市公司相关规定的核查意见